A, B and C are the partners in the partnership firm registered under the Partnership Act, 1932 in the name of ABC Traders. Considering the benefits available to Limited Liability Partnership (LLP) under the Limited Liabi

This given case is similar to a decided case law i.e., Sozin Flora Pharma LLP vs. State of Himachal Pradesh & Another . The facts of the case are as follows: In 2005, the petitioner was registered as a partnership firm in the name and style of M/S Sozin Flora Pharma, under the provisions of the Indian Partnership Act, 1932. In 2016, the firm was converted into LLP with the name M/S Sozin Flora Pharma LLP, and the same was registered. However, the Department of State Revenue asked the LLP to pay stamp duty and registration charges for transferring the assets of the erstwhile partnership firm to the LLP. The petitioner [LLP] explained that upon conversion into LLP, the vesting of property of the firm in the LLP is automatic, and therefore it is not liable to pay stamp duty and registration charges. On behalf of the State, it was contended that the LLP is a separate distinct entity from that of its partners, and hence the conversion amounts to change of legal rights. The Hon'ble Court made reference to Section 58 of the Limited Liability Partnership Act, 2008 and held that the transfer and vestment of property of a partnership firm in favor of a converted LLP is statutory and is by operation of law; the legal entity is not changed after conversion, only the identity of the petitioner firm as a legal entity undergoes a change, and the order of the Revenue Department was quashed and set aside. Hence, stamp duty and registration charges cannot be levied upon transferring the assets of the erstwhile partnership firm to LLP. Therefore, the contention of the Department of State Revenue is not valid.